Is a Buildingstars franchisee allowed to contest the validity or ownership of the Buildingstars marks?
Buildingstars Franchise · 2025 FDDAnswer from 2025 FDD Document
[Item 22: CONTRACTS]
- B. Contest of Marks. FRANCHISEE will not directly or indirectly contest or aid in contesting the validity or ownership of the Marks, trade secrets, methods, procedures and advertising techniques which are part of the System, or contest BUILDINGSTARS' and BUILDINGSTARS' Affiliates' right to register, use or license others to use such names and Marks, trade secrets, methods, procedures and techniques. FRANCHISEE will not at any time (whether during the term of this Agreement or after expiration or termination thereof) directly or indirectly commit an act of infringement. FRANCHISEE agrees to promptly notify BUILDINGSTARS of any claim, demand, or suit based upon or arising from any attempt by anyone else to use the Marks, or any colorable variation thereof. BUILDINGSTARS or BUILDINGSTARS' Affiliates shall have the sole discretion to determine if they will defend the use of the Marks, and they are not obligated to defend the Marks. BUILDINGSTARS or BUILDINGSTARS' Affiliates have the right to control any administrative proceeding or litigation involving the Marks. FRANCHISEE shall execute any and all instruments and documents, render assistance, and do such acts as may, in the opinion of BUILDINGSTARS' counsel, be necessary or advisable to protect the interests of BUILDINGSTARS or its Affiliates in any such litigation, or proceedings, or to otherwise protect and maintain the interest of BUILDINGSTARS or its Affiliates in the Marks.
Source: Item 22 — CONTRACTS (FDD page 43)
What This Means (2025 FDD)
According to Buildingstars' 2025 Franchise Disclosure Document, franchisees are explicitly prohibited from contesting the validity or ownership of Buildingstars' trademarks. This restriction extends to directly or indirectly contesting or assisting others in contesting the marks, trade secrets, methods, procedures, and advertising techniques associated with the Buildingstars system. This obligation remains in effect during the term of the Franchise Agreement and even after its expiration or termination.
Buildingstars franchisees are also required to promptly inform Buildingstars of any claims or suits arising from attempts by others to use the Buildingstars marks or any similar variations. Buildingstars retains the sole discretion to decide whether to defend the use of its marks and is not obligated to do so. Furthermore, Buildingstars has the right to control any administrative or legal proceedings involving the marks. Franchisees must execute any documents and provide assistance as deemed necessary by Buildingstars' counsel to protect Buildingstars' interests in such proceedings.
This clause is typical in franchise agreements, as protecting the brand's trademarks is crucial for maintaining uniformity and preventing consumer confusion. By preventing franchisees from challenging the trademarks, Buildingstars aims to safeguard its brand identity and the goodwill associated with it. This ensures that the brand's reputation remains consistent across all franchise locations and protects the overall value of the Buildingstars franchise system.